We report a case of a 75 year-old female who presented with vomiting, bloating, and epigastric discomfort. She reported a recent 15 pound weight loss following a laparoscopic cholecystectomy performed one month prior. Physical examination was unremarkable: the patient was afebrile with stable vital signs and a benign abdominal examination. Laboratory assessment revealed an elevated serum alkaline phosphatase with otherwise normal liver chemistries. The complete blood count was also normal. An abdominal plain film demonstrated dilated loops of small bowel, and a follow-up abdominal CT scan revealed minimally dilated small bowel with no point of obstruction, as well as a 6 cm × 4 cm pancreatic mass that encased the mesenteric vessels. The presence of the mass was confirmed with an abdominal MRI that also showed a mass encasing the superior mesenteric artery and vein. Tumor markers, including CA 19–9 and CEA, were normal. The patient underwent EUS-guided fine needle aspiration of the mass followed by a core biopsy under CT guidance and ultimate staging laparotomy. Histologically, the tumor was composed of poorly defined fascicles of plump spindle cells enmeshed within a collagenous stroma, most consistent with an inflammatory fibroblastic proliferation. There was no mitotic activity and no cytologic atypia. CD-34, C-kit, and ALK-1 immunohistochemical stains were negative, supporting this interpretation. This case is an example of an entity previously described as an “inflammatory pseudotumor,” with atypical radiographic findings suggestive of a pancreatic malignancy. The primary pathologic differential diagnosis includes a neo-plastic inflammatory myofibroblastic tumor which can appear similar histologically, but is frequently associated with expression of ALK-1 (anaplastic lymphoma kinase-1), a tyrosine kinase. Distinguishing between these two entities is clinically important because inflammatory fibroblastic proliferations are inherently benign, non-neoplastic lesions that likely represent an exuberant repair response to injury, whereas inflammatory myofibroblastic tumors are true neoplasms at risk for local recurrence and, rarely, metastasis.